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Terry Conner and Jason Villalba in Law360: Capitol Ties Pay Dividends for Texas BigLaw Firms

Finding balance in a life in BigLaw can be hard enough, but for a small group of Texas attorneys who are also legislators, life gets even more hectic for six months every other year as they head for the Capitol, leaving their footprint on new laws and taking home connections and a broader understanding of business. >>



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Equity Investments in Cloud Based Companies

What are the relevant issues to consider when considering making an equity investment in a cloud-based company? >>



Jason Villalba

Partner

Richardson


2505 N. Plano Road
Suite 4000
Richardson, Texas 75082
T +1 972.739.6944
F +1 972.692.9044

Austin


600 Congress Avenue
Suite 1300
Austin, Texas 78701
T +1 512.867.8443
F +1 972.692.9044

Areas of Practice

Education

  • J.D., University of Texas at Austin School of Law, 1996
  • B.B.A., Baylor University, 1992

Bar Admissions

  • Texas, 1996
Jason Villalba

Jason Villalba concentrates his practice in the areas of mergers and acquisitions, private equity, venture capital, private securities and general corporate law. He has experience in a wide array of corporate transactions including: mergers, acquisitions, and divestitures of public, private and middle-market companies; venture capital and private equity financing transactions; transactions involving emerging growth and technology companies; public offerings of securities under the Securities Act of 1933; and public company corporate compliance under the Securities Exchange Act of 1934.

A significant number of Jason’s clients conduct their primary operations within the technology sector. As a result, Jason has developed and cultivated a unique practice experience centering on technology-centric companies and transactions.

Jason’s corporate practice includes the following:

  • Representing and advising middle market companies with respect to the sale, exchange or divesture of such companies' stock or assets.
  • Representing private equity funds, venture capital funds and strategic companies in effecting mergers and acquisition strategies and roll-up transactions.
  • Representing and advising entrepreneurs, start-up companies and technology companies with respect to corporate formation and organization, drafting and implementation of business plans, and obtaining initial and subsequent rounds of venture capital and/or private equity financing.
  • Representing and advising venture capital funds, private equity companies, and "Angel" investors with respect to investments in early-stage emerging growth companies, technology companies and middle-market companies.
  • Representing and advising public companies with respect to the issuance of securities in public offerings and PIPES transactions.
  • Representing and advising public companies with respect to the issuance of private notes pursuant to Rule 144 A of the Securities Act of 1933, and the subsequent exchange of such private notes for publicly traded notes.

Representative Experience

  • Represented Layered Technologies, Inc. in multiple separate transactions, including a secured facility with a private lender and simultaneous restructuring of the borrower, its acquisition of GreenSoft Solutions, Inc., and the sale of approximately $50 million of its Series I Preferred Stock to certain private equity funds and individuals.
  • Represented IMS Group Holdings Ltd. in the sale of all of its shares to IHS Group Limited for approximately $46 million.
  • Represented Avatar Systems, Inc. in its purchase of assets from Yellak, Price, and Associates.
  • Represented a leading provider of enterprise secure cloud, dedicated and hybrid hosting services in connection with a secured facility with a private lender and a simultaneous restructuring of the borrower.
  • Represented client in the sale of all of its shares to a global information company for approximately $46 million.
  • Represented 20/20 Companies in the sale of assets to Golden Gate Private Equity, Inc. and JP Capital Partners.
  • Represented a leading provider of enterprise secure cloud, dedicated and hybrid hosting services. in the sale of approximately $50 million of its Series I Preferred Stock to certain private equity funds and individuals.
  • Represented a leading wireless network company in its Series D venture funding where the investor syndicate included New York- and Dallas-based private equity firms.
  • Represented a leading 3D technology company in its Series C-1 venture funding.
  • Represented Electronic Transaction Consultants in the sale of stock to Autostrade International U.S. Holdings, Inc.
  • Represented Voyence, Inc. in the sale of the company to EMC Corporation.
  • Represented CellXion LLC in the sale of the company to Corinthian Capital Group, LLC.
  • Represented a private fabless semiconductor company in its Series C venture funding.
  • Represented Movero Technology, Inc. in the sale of approximately $6 million of its Series A-1 Preferred Stock to certain private equity funds and individuals.
  • Represented InnerWireless, Inc. in its acquisition of Pango Networks.
  • Represented Jacob Garza in the sale of stock to Domin-8 Enterprise Solutions, LLC.
  • Represented Five D, Inc. in a merger with United Country Real Estate, Inc.
  • Represented Global Enterprise Management Solutions, LP in the sale of assets to Electronic Data Systems Corporation.
  • Represented Avatar Systems, Inc. in its purchase of stock from Questa Software Systems, Inc.
  • Represented IPNetFusion, Inc. in a merger with Finland-based Nethawk OYJ.
  • Represented Covaro Networks, Inc. in the sale of assets to German-based company, ADVA Optical Networking.
  • Represented Insource Partners Corporation in a merger with EquaTerra, Inc.

Selected Speeches and Publications

  • “Equity Investments in Cloud Based Companies,” Lexology, April 19, 2012.
  • "Legal Tips for the Private Equity Professional," Private Capital Review, Association for Corporate Growth (ACG Global), July 13, 2011.
  • “M&A Outlook for 2010,” Law360, December 10, 2009.
  • "Brokers, Advisors and Finders - Oh My!: The Risks Associated With Hiring Unregistered Financial Intermediaries," Bloomberg Banking & Finance Law Report, March 2009.
  • "Legal Fees Can Balloon Out of Control," Dallas Business Journal, September 23, 2005.
  • "What to Expect When You Are Expecting Venture Financing - A Practical Guide to Raising Capital," State Bar of Texas, April 6, 2005.
  • "Financing the Purchase of a Business," University of Houston Law Foundation, September 18, 2003.
  • "Dissent and Appraisal Rights in Texas: A Discussion of the Delaware Block Method and The Weinberger Approach as Techniques to Appraise Dissenting Minority Shareholders' Stock in Merger Transactions," Texas Journal of Business Law, Spring 1996.

Honors and Awards

  • Best of Dallas-Area’s Freshman Class in Texas House, Dallas Business Journal, 2013
  • Best Freshman Legislators, Capitol Inside
  • Legislators to Watch, Texas Observer
  • Rookie of the Year, Dallas Police Association
  • Selected for inclusion in Texas Super Lawyers - Rising Stars Edition (2005-2006)

Professional and Civic Affiliations and Memberships

  • Texas House of Representatives District 114, Member; Business and Industry Committee, Member; Environmental Regulations Committee, Member; Select Committee on Redistricting, Member
  • Republican National Hispanic Assembly Dallas Chapter, Chairman
  • Dallas County Republican Party, Immediate Past Vice-Chair
  • American Bar Association
  • State Bar of Texas Business Law Section, Venture Capital and Private Equity Committee, Chairman
  •  Dallas Bar Association
  • Dallas Association of Young Lawyers
  • Dallas Zoo, Development Committee
  • Dallas Children’s Trust, Member

Selected Representative Experience


Sale of Layered Technologies to Datapipe
Represented managed hosting and cloud company Layered Technologies in its sale of the company to Datapipe, a global provider of cloud and managed services.

Layered Technologies Acquisition of NewWorldApps
Represented compliant hosting and cloud services provider in its acquisition of a compliant cloud hosting company servicing the government sector.

Layered Technologies, Inc. Secured Credit Facility and Organizational Restructure
Represented Layered Technologies, Inc. in connection with a secured facility with a private lender and a simultaneous restructuring of the borrower.

Acquisition of IMS Research
Represented IMS Group Holdings Ltd. in the sale of all of its shares to IHS Group Limited for approximately $46 million.

Acquisition of GreenSoft Solutions, Inc.
Represented Layered Technologies, Inc. in its acquisition of GreenSoft Solutions, Inc.

Series I Preferred Stock Financing
Represented Layered Technologies, Inc. in the sale of approximately $50 million of its Series I Preferred Stock to certain private equity funds and individuals.

Avatar Hospitality Systems, Inc. - Asset Purchase
Represented Avatar Systems, Inc. in its purchase of assets from Yellak, Price, and Associates.

Series D Funding - Leading Wireless Network Company
Represented a leading wireless network company in its Series D venture funding. The investor syndicate included New York- and Dallas-based private equity firms. Haynes and Boone has represented the company since its inception.

Asset Purchase
Represented 20/20 Companies in the sale of assets to Golden Gate Private Equity, Inc. and JP Capital Partners.

Series C-1 Funding - Leading 3D Technology Company
Represented a leading 3D technology company in its Series C-1 venture funding. The investor syndicate was led by a leading New York-based private equity firm. Haynes and Boone has represented this company since its Series A funding.

Stock Purchase Agreement
Represented Electronic Transaction Consultants in the sale of stock to Autostrade International U.S. Holdings, Inc.

Merger
Represented Voyence, Inc. in the sale of the company to EMC Corporation.

Voyence in Connection with its Acquisition by EMC Corporation
Represented Voyence (a private company) in connection with its acquisition by publicly-traded EMC Corporation. Voyence is a leading provider of automated telecommunications network configuration and change management. Haynes and Boone has represented Voyence since its initial venture funding.

Securities Purchase
Represented CellXion LLC in the sale of the company to Corinthian Capital Group, LLC.

Series C Venture Funding - Private Fabless Semiconductor Company
Represented a private fabless semiconductor company in its Series C venture funding. The investor syndicate consisted of some of the nation’s leading venture funds. Haynes and Boone has represented the company since its Series A funding.

Series A-1 Preferred Stock Financing
Represented Movero Technology, Inc. in the sale of approximately $6 million of its Series A-1 Preferred Stock to certain private equity funds and individuals.

Merger
Represented InnerWireless, Inc. in its acquisition of Pango Networks.

Stock and Partnership Interest Acquisition
Represented Jacob Garza in the sale of stock to Domin-8 Enterprise Solutions, LLC.

Stock Sale
Represented Five D, Inc. in a merger with United Country Real Estate, Inc.

Asset Purchase
Represented Global Enterprise Management Solutions, LP in the sale of assets to Electronic Data Systems Corporation.

Acquisition of the Common Stock of Questa Software Systems, Inc.
Represented Avatar Systems, Inc. in its purchase of stock from Questa Software Systems, Inc.

Merger
Represented IPNetFusion, Inc. in a merger with Nethawk OYJ (Finland).

Asset Sale
Represented Covaro Networks, Inc. in the sale of assets to ADVA Optical Networking (Germany).

Merger
Represented Insource Partners Corporation in a merger with EquaTerra, Inc.

Memberships

  • American Bar Association
  • State Bar of Texas
  • Dallas Bar Association
  • Dallas Association of Young Lawyers

Online Publications

05/01/2012 - Development Opportunities in the Cloud
Haynes and Boone is proud to have participated in "Development Opportunities in the Cloud," presented by the Metroplex Technology Business Council (MTBC) on April 19, 2012.

04/19/2012 - Equity Investments in Cloud Based Companies
What are the relevant issues to consider when considering making an equity investment in a cloud-based company?

07/13/2011 - Legal Tips for the Private Equity Professional
As the general economy continues to stabilize, M&A transaction activity in the middle market is slowly beginning to increase. While transaction numbers are not yet comparable to the heady days of 2007, there is enough recent data to suggest that a recovery (albeit a mild one) is underway.

12/11/2009 - Jason Villalba Guest Column in Law360: The M&A Outlook For 2010
After toiling in the barren landscape of the financial sector for the last two years, M&A specialists are searching for any signs, however faint, that life exists within the frozen tundra that is our economy. And while no one can be certain what the immediate or long-term future holds for mergers and acquisitions activity, there are unquestionably some tender green shoots emerging from the soil that give us hope that the tide is indeed turning.

03/01/2009 - Brokers, Advisors and Finders—Oh My!: The risks associated with hiring unregistered financial intermediaries
Before the better mouse-trap can make it to market and before the “killer-app” can change the world, the entrepreneur will need funding to make it so. Unfortunately, early-stage financing is not easy to obtain.
© Bloomberg Finance L.P. 2009. Originally published by Bloomberg Finance LP. Reprinted by permission.